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SEPTEMBRE 2018
CONTENTS
5. CREDIT HIGHLIGHTS 34
APPENDIX 37
2
1. COVIVIO HOTELS:
A EUROPEAN
LEADER
A STABLE AND EXPERIENCED MANAGEMENT TEAM
SPEAKERS INTRODUCTION
13 years in Hotel investments through Covivio Hotels 18 years in Hotel investments 16 years at Covivio, of which 9 years as CFO
4
A SOLID AND LONGSTANDING SHAREHOLDING STRUCTURE
1 2 3
Focus on major Target the most profitable Client centric: be the preferred
European cities hotels partner of main operators
Cities > 2 million overnight stays Mid to Upscale hotels 18 partners across 31 brands, to choose the
per year with EBITDAR margin >30% best operator for each hotel in each country
6
13 YEARS OF A SUCCESSFUL STRATEGY
+13% OF GROSS ASSET VALUE PER YEAR ON AVERAGE
Accor rent
2005 2010 2015 H1 20182
(% hotel annualised rent,
Group Share) 100% 58% 42% 24%
2016 & 2017
# operator 1 operator 3 operators 6 operators 18 operators
2012 2016
% portfolio value
100% 93% 70% 33%
Hotel portfolio value1 €1.1 bn €1.8 bn €2.4 bn €5.9 bn3
19 prime hotels in Germany
France and Belgium
Flagship deals €988 million
Accor 1: (FDMM)
158 B&B in France
123 assets €513 million
(sale and lease back)
€ 1 025 million
2017
14 hotels in the UK
€976 million
2014
17 hotels in Spain
€559 million
l €1.0 Bn GAV
388 hotels
46,777 rooms
France
l €2.2 Bn GAV
l €0.7 Bn GAV
1 Including the hotel acquisition in the UK 8
A WELL-DIVERSIFIED EUROPEAN FOOTPRINT FOCUS ON MAJOR
CITIES
UK
16%
% in turnover1
France
33%
Spain ~80% in Barcelona & Madrid
13%
1 Group Share, annualized rent and EBITDA (for operating properties). At end-June 2018 including the hotel acquisition in the UK at run-rate 9
AN OPTIMISED MIX BETWEEN TYPE OF REVENUES
Covivio Hotels owns all the assets it rents or operates
mostly with Accor, based on a mostly trophy assets in core location (Berlin, Lille)
safeguarding rents, sheltering against
percentage of turnover ripping off taking full advantage of updwards trends.
volatility and against potential downward
the benefits of a world class Full flexibility: ability to manage or to swiftly adjust
trends. While indexing rents (CPI).
operator and convert hotels into a fixed-lease contract if needed
#1
#x Ranking as European Operators #8
In terms of rooms, 2017 (Hospitality On)
Leader in France & historical partner
Subsidiary of Jin Jiang (#5 global operator),
One of the global leaders in midscale/upscale hotels
#2
Accor 24%
Radisson 8% #3
Leader in the UK on midscale/upscale segments
Marriott 9%
One of the global leaders in midscale/upscale hotels
IHG
18% % in turnover1
NH 5%
Hotusa 3%
Barcelo 3% #9
B&B
15% Other
15%
In France #3
% of assets in major
European cities % of upscale and midscale
65%
(mainly 4* and 5*)
53% 54%
58%
European travel & tourism industry is growing Investments in travel & tourism
1 2 arrivals and spending 3 are accelerating
€bn European GDP from Travel & Tourism industry €bn International arrivals & tourism spending €bn European Travel & Tourism capital investments
at constant bn 2 000 at constant bn 2000 350 at constant bn
900
2018 2028F
2018-2028F
2018-2028F
European GDP from
International arrivals: +3.5%
Travel & Tourism industry European Travel & Tourism investments: +2.9%
Tourism spending: +2.4%
+2.4% per year International tourist arrivals
47%
(Million) Average yearly growth 34%
135
130
+3.3%
125
120 49%
+2.1%
115
110
Since 2013
105 Tourist arrivals: +14%
100 Number of rooms: +5%
95
66%
90
2009 2010 2011 2012 2013 2014 2015 2016 2017
> Tourist arrivals acceleration has not been met with increase in room supply in Hotels chains have high and increasing penetration rate vs
Europe independent hotels:
> Very sound market with offer lagging behing demand c.50% chain hotels penetration rate
> Better quality of the offer average France, Germany, Spain & UK
> Increasing occupancy rate and better growth expectations
Source: PwC Source: Hospitality On
15
FOCUS ON COLLABORATIVE ECONOMY: AIRBNB
Airbnb is a new player in the hotel sector… …focused on specific segments… …and limited by strict regulation
Airbnb was launched in 2007 in the US Airbnb offers are mainly on economic
and has spread globally since (<€100) and luxury segments (> €400) √ Berlin, Barcelona, Amsterdam and
London
- Required agreement for the municipality, frequent
Offer controls,
Airbnb & Abritel - Restriction on number of rental days:
Chain hotels Amsterdam (30 days in 2019), London (90 days)
- Licence to be obtained by hosts (Amsterdam),
- Registration of tourists
Barcelona: Hosts are required to inform police of
all stays within 24 hours prior to permit approval
France
> Airbnb pushed the development of > Less impact on upscale and Restriction to 120 days a year for short term leases
innovative lifestyle concepts in the midscale segments and mandatory disclosure, daily taxes
hotel industry New law 2017: mandatory and automatic
Source: MKG
transmission from Airbnb to tax authority
16
THE HOTEL INVESTMENT MARKET IS HIGLY LIQUID AND OFFERS
SOLID VISIBILITY
The Hotel Industry is seeing a strong and sustained investment momentum Fuelled by institutional and Private Equity investors
European investments in Hotel Real Estate x2.6 since 2012 > Institutional investors: 33%
33% of H1 2018 EMEA Hotel Investments
Of which
€23 bn
€21 bn
€20 bn
Saudi SWF Singapor SWF
€8 bn
> 29% of H1 2018 EMEA Hotel Investments
Private Equity investors: 33%
Of which
> Emergence of newly structured markets such as Spain And other listed hotel platforms
> (+ 254% from 2012 to 2016)
> Structured and well established markets: UK, France, Germany
Market
Capitalization ~€2.6 bn ~€2.0 bn ~€500 million
(31/08/2018)
17
A WELL-ORIENTED HOTEL MARKET OFFERING LEVERAGE FOR REAL
ESTATE OWNER
Scarcity of long-term hotel real estate owners ► Impose performance clause to be flexible in the choice of our
operators
3 able to quickly deploy the full real estate value
chain to support chains strategy
18
3.
ILLUSTRATIVE CASE
STUDIES
ACCORHOTELS: HIGHLIGHTS ON A SUCCESSFUL LONG-
TERM PARTNERSHIP
A €1.1 bn lease portfolio
74 hotels in France (89%) & Belgium (11%)
Variable rents indexed on hotel revenues
2015 Lease extension with AccorHotels: +12 years firm at passing rents
Strategy
> Asset management in partnership with HotelInvest
> Optimise portfolio through additional constructability Mercure - Paris
20
GERMANY: AN ICONIC OPERATING PROPERTIES PORTFOLIO
60% of total
Hotel portfolio in ~€880 million mainly in Berlin1
Germany Revenue based on Net Operating Income
Strong performance
>30% +11%
EBITDA EBITDA growth
margin since acqui.
Pullman - Dresden Westin - Dresden
Strong performance
>40% +7.2%
EBITDAR value creation
margin since acq.
Paseo Del Arte - Madrid NH Collection Colon - Madrid
Edinburgh
Blythswood square - Glasgow George Street - Edinburgh
Lease properties
(owned and leased to 3rd parties)
> Lease maturity since 2015 >10 years Rents - like-for-like Year-on-Year growth
+3.2% +3.3%
> Occupancy rate since the beginning 100% +5.5% from variable +5.0% from variable
rents rents
2017 H1 2018
165
Operating properties
Hotel turnover by firm lease maturity in € million (owned and operated)
EBITDA – like-for-like Year-on-Year growth
14,5 years
in H1 20181
8 4 8 8 5
+2.8%2 +4.2%
1 2 2
2017 H1 2018
2018 2019 2020 2021 2022 2023 2024 2025 2026 2027 Beyond
26
1 Including the hotel acquisition in the UK, first break option (hotels only); 2 Evolution on overall perimeter, like-for-like was not applicable in 2016
RESILIENCE OF ACCOR REVENUES
2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017 H1 2018
Rents Accor Inflation
Like-for like rental growth from Accor portfolio of 19% since 2006
Proven resilience to adverse context
> in 2009/10 after the economic crisis: only 1 year to revert to pre-crisis level
> in 2016/17 after the terrorists attacks in Paris: only 18 months to revert to pre-crisis level Mercure - Paris
1 Based on number of rooms. Sources: Accor 2017 Annual report
2 Based on H1 2018 annualised rent figures, including the acquisition of the UK hotel portfolio (on a run-rate basis). Based on rent and EBITDA 27
BENEFITS FROM GEOGRAPHICAL DIVERSIFICATION
Geographic diversification offers the best strategy to rip-off the benefits of overall long-term dynamics,
while protecting against the specific volatility of each country
When applying the historical performance (RevPar since 2010) of Covivio Hotels’ main countries to the current
geographical exposure, it translates into
steady growth & low volatility
160 199
RevPar evolution since 2010
150 185
141 CAGR: +4.7%
140 165
139 Country weights in
138
130 136 Covivio Hotel portfolio
125
145 (% of turnover)2
120 France 33%
125
Germany 28%
110
UK 16%
105 Spain 12%
100 100
Belgium 7%
90 85 Other 3%
80 65
2010 2011 2012 2013 2014 2015 2016 2017 S1 2018
Weighted Revpar performance in Covivio Hotel portfolio France Germany UK Belgium Spain
1 FY 2017 data. Average of Vonovia, Deutsche Wohnen and LEG for German residential: Icade and Gecina for French offices and Beni Stabili for Italy offices 29
HOTELS, AN ATTRACTIVE ASSET CLASS (2/2)
Meininger - Paris
30
CONSERVATIVE CREDIT METRIC AND RESILIENT CASH FLOW
COVIVIO HOTELS
Disciplined debt ratios
Lower cost of debt
LTV target of 40%
3.32%
2017 619
2.07%
40.9% H1 2018 369
287 237
177
13 29 30
2018 2019 2020 2021 2022 2023 2024 2025 2026 &
beyond
32.5% 31.2%
31.3%
H1 2018 Higher ICR
2015 2016 2017 Including UK 6.0x
acquisition, before
projected disposals 5.5x
H1 2018
4.6x 2017
3.9x 2016
2015
1 Restated: H1 2018 including the acquisition of the UK Hotel portfolio 31
VERY STRONG COMMITTMENT OF SHAREHOLDERS TO SUPPORT &
FINANCE COVIVIO HOTELS DEVELOPMENT
UK portfolio
€976 million
Spanish portfolio
€559 million
19 hotels
(France, Germany, Belgium)
€988 million
Creation of FDM Management
€200 m
€2 422 m
€200 m
€2 097 m
€1 921 m €1 964 m
Capital
increase €125 m
€1 682 m
CAGR NAV: +16%
€1 414 m
EPRA Net Asset Value
Corporate debt
7% Corporate Debt
~36% <30%
Unsecured bond 8%
9%
Unsecured bond
20%
Secured bond
8%
A Secured financial structure (H1 2018)
€2.2 bn €2.5 bn
Mortgage
Secured
loan
Mortgage loan bond
64%
76% 8%
Hedging rate Hedging average maturity
92% 7 years
Secured debt: 84% Secured debt: 72%
33
5. CREDIT HIGHLIGHTS
KEY CREDIT HIGHLIGHTS
4. Long-term partnership with leading operators in each country 2. A long-dated debt maturity profile
35
APPENDIX
A) COVIVIO GROUP
COVIVIO GROUP OVERVIEW
A €23 bn portfolio, with a European footprint1
Geographical split1 (Group Share)
Others
Spain
4%
1 2%
Offices
France & Italy Germany
27% France
€15.3 bn 44%
Group Share
Offices
(France,
Italy)
Covivio is listed in Euronext Paris (€6.8 bn market capitalisation2) Residential 58%
(Germany)
22%
1 Including the contemplated merger with Beni Stabili and the UK Hotels portfolio acquisition
2 As of 30 August 2018
38
COVIVIO HOTELS: A LIMITED PARTNERSHIP, WITH COVIVIO AT
THE HELM
– Shareholders: The particularity of the SCA compared to other types of limited partnership is that it has two separate and
distinct kind of shareholders.
General partners: The general partners bear an unlimited and joint liability. In practice, they are usually appointed managers of the
company (FDM Gestion, owned at 100% by Covivio).
Limited partners: The limited partners should be considered equivalent to regular shareholders in other types of limited partnership
structure. The limited partners bear a limited liability.
– Management of the SCA: The SCA is managed by a manager (gérant, FDM Gestion) whose actions are controlled by a
supervisory board (Conseil de surveillance).
39
COVIVIO: A SECURED AND SOLID DEBT PROFILE
H1 2018
LTV including duties Cost of debt S&P rating
42.4% 1.55% BBB, positive outlook
Strong diversification in financing Debt maturities under control Full compliance with the
6.0 years maturity covenants
(in million, Group share) (in million, Group share)
3 157
Investor
4% mortgages
Hedge
79% / 7.3 years
334 rooms - 5*
1 restaurant
4 bars
9 meeting rooms
42
TOP 10 ASSETS – PARK INN ALEXANDERPLATZ, BERLIN
1 012 rooms - 4*
2 restaurants
1 bar
12 meeting rooms
43
TOP 10 ASSETS – THE WESTIN GRAND BERLIN
400 rooms - 5*
2 restaurants
1 bar
11 meeting rooms
44
TOP 10 ASSETS – CHARLOTTE SQUARE, EDINBURGH
199 rooms - 5*
1 restaurant
1 bars
6 meeting rooms
45
TOP 10 ASSETS – MERCURE TOUR EIFFEL
405 rooms - 4*
1 restaurant
1 bar
11 meeting rooms
46
TOP 10 ASSETS – EUROSTARS GRAND MARINA
291 rooms - 5*
1 restaurant
1 bar
1 outside pool
24 meeting rooms
47
TOP 10 ASSETS – GEORGE STREET, EDINBURGH
240 rooms - 5*
1 restaurant
1 bar
8 meeting rooms
48
TOP 10 ASSETS – AC FORUM, BARCELONA
364 rooms - 4*
1 restaurant
1 bar
1 outside pool
18 meeting rooms
49
TOP 10 ASSETS – IBIS CAMBRONNE, PARIS
523 rooms - 3*
1 restaurant
1 bar
6 meeting rooms
50
TOP 10 ASSETS – NOVOTEL GARE DE LYON, PARIS
253 rooms - 4*
1 restaurant
1 bar
6 meeting rooms
51
C) MAIN TRENDS
FOUR TRENDS RESHAPING THE HOTEL INDUSTRY
1 Demand is changing 2 Hotels are adapting
Status Relationship
53
FOUR TRENDS RESHAPING THE HOTEL INDUSTRY
54
DISCLAIMER
This document comprises the written materials for an investors’ presentation relating to Covivio Hotels (Ex Foncière des Murs) (the Company) and its group in the context of a proposed offering of
securities (the Notes) (the Offering). This document also comprises information on Covivio and the Covivio Group.
The contents of this presentation are to be kept confidential and may not be reproduced, redistributed or passed on, directly or indirectly, to any other person or published, in whole or in part, for any
purpose.
Information contained in this presentation is solely for the purpose of presenting the recipients with a short introduction to the Company’s business.
This presentation does not constitute a prospectus or other offering document in whole or in part.
Information contained in this presentation is a summary only, and is qualified in its entirety by reference to the prospectus (including the documents incorporated by reference therein). The prospectus
will include a description of risk factors relevant to an investment in the securities to be issued by the Company and any recipients should review in particular the risk factors before making a decision
to invest.
This presentation does not constitute or form part of any offer or invitation to issue or any solicitation of any offer to subscribe for any security nor shall it (or any part of it) form the basis of (or be relied
on in connection with) any contract or investment decision in relation thereto. Recipients should conduct their own investigation, evaluation and analysis of the information set out in this document and
should rely solely on their own judgment, investigation, evaluation and analysis in evaluating the Company, its business and affairs.
The information and opinions contained in this presentation are provided as at the date of this document and are subject to change without notice.
No representation or warranty, express or implied, is made as to, and no reliance should be placed upon, the fairness, accuracy, completeness or correctness of the Information or opinions and
Covivio Hotels or Covivio, as well as their affiliates, directors, advisors, employees and representatives do not accept any responsibility or any liability (in negligence or otherwise) whatsoever for/or
make any representation or warranty, express or implied, as to the truth, fullness, accuracy or completeness of the Information (or whether any information has been omitted from the Information) or
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made available or for any loss or damages of any kind which may arise from any use of (or reliance upon) this document or its contents, by you or others, or otherwise in connection with the
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Certain statements included in this presentation are “forward-looking”. Such forward-looking statements speak only at the date of this document, involve substantial uncertainties and actual results
and developments may differ materially from future results expressed or implied by such forward-looking statements. Neither the Company nor any other person undertakes any obligation to update
or revise any forward-looking statements.
These statements may also relate to the targets and strategies of the Company’s Group. These forecasts are based on a series of assumptions, both general and specific, notably – unless specified
otherwise - the application of accounting principles and methods in accordance with IFRS (International Financial Reporting Standards) as adopted in the European Union, as well as the application of
existing regulations. This information was developed from scenarios based on a number of economic assumptions for a given competitive and regulatory environment.
55
DISCLAIMER
The Company may be unable:
•to anticipate all the risks, uncertainties or other factors likely to affect its business and to appraise their potential consequences;
•to evaluate precisely the extent to which the occurrence of a risk or a combination of risks could cause actual results to differ materially from those provided in this presentation.
There is a risk that these projections will not be met. Investors are advised to take into account factors of uncertainty and risk likely to impact the operations of the group when basing their investment
decisions on information provided in this document.
All written, oral and electronic forward-looking statements are expressly qualified in their entirety by this cautionary statement.
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relating to investments, being investment professionals within the meaning of Article 19(5) of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005, as amended (the FPO);
(ii) qualified investors (investisseurs qualifiés) as defined in Articles L411-2 of the French Code monétaire et financiier and (iii) persons to whom the communication may otherwise lawfully be made
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document must not be acted or relied on by any persons who are not Relevant Persons.
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56
CONTACT
Covivio-hotels.fr